Summary of DOJ’s Letter of Agreement with U.S. Bancorp and MUFG Union Bank
On September 29, 2022, U.S. Bancorp (“U.S. Bank”) and MUFG Union Bank, National Association (“Union Bank”) (collectively, the “Parties”) entered into a Letter of Agreement (the “LOA”) with the Department of Justice Antitrust Division (the “DOJ”) regarding U.S. Bancorp’s acquisition of the core regional banking franchise of Union Bank (the “Acquisition”). This notice summarizes the terms of the LOA. Questions regarding the LOA may be directed to the below:
The LOA requires that the Parties divest three Union Bank branches located in San Bernardino County, California and all associated deposits and loans (the “Divestiture Branches”): Big Bear (42138 Big Bear Boulevard, Big Bear Lake, CA); Hesperia (17123 Main Street, Hesperia, CA); and Yucca Valley (57500 29 Palms Highway, Yucca Valley, CA).
Under the LOA, the Parties may not exclude customer relationships from the Divestiture unless agreed with the DOJ. Additionally, the Parties must work to preserve the operation of the Divestiture Branches and not do anything to impede the operations or divestiture of the Divestiture Branches, including any action that would cause a decrease in the number of customers at the Divestiture Branches before the consummation of the Divestiture.
The Parties may not reacquire any of the Divestiture Branches for at least five years after the consummation of the Divestiture. If the Parties decide to close any U.S. Bank or Union Bank branch in San Bernardino County, California within three years of the close of the Acquisition, the Parties must provide the DOJ prior notice and endeavor to sell or lease any such branch to a commercial bank if they are able to so.
The Parties also made the following agreements respecting employees assigned to Divestiture Branches: (1) before the completion of the Divestiture, the Parties may not transfer away from any Divestiture Branch any branch manager, assistant branch manager, or loan officer, (2) the Parties may not dismiss any branch manager, assistant branch manager, or loan officer assigned to a Divestiture Branch except for cause after giving notice to the DOJ, (3) the Parties must provide information to help facilitate the transition of these employees to, including by not interfering with these employees’ negotiations with, the Divestiture Buyer, and (4) the Parties must waive any existing non-compete for any Union Bank branch manager, assistant branch manager, or loan officer located in San Bernardino County, California and may not enter into any new non-compete with any Union Bank branch manager, assistant branch manager, or loan officer located in San Bernardino County for 180 days after the consummation of the Acquisition.